[Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.]

Form 20-F Form 40-F

[Indicate
by check mark whether the registrant by furnishing the information contained
in this Form is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.]

Yes No

[If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-_____.]

Ron Black, chief executive officer commented During the fourth quarter of 2004 we were once again able to significantly limit our cash consumption through continued tightened operational performance. We
also successfully and swiftly completed a major restructuring related to our exit from the mobile handset business. We achieved this difficult task on-time and below budget. On the business front, both our sales and operation teams continued to make
progress to meet our previously-stated goal of returning the company to breakeven within the second half of 2005.

Fourth Quarter 2004 Financial Highlights:

All figures are unaudited and reported in accordance with U.S. generally accepted accounting principles (U.S. GAAP). Condensed consolidated financial tables are provided at the end of this release. It should be noted
that following the companys announcement to exit the mobile telephone handset market in September 2004, the scope of the companys business changed significantly thus making comparisons of consolidated results to the same period the
previous year not meaningful.

Cash: Wavecoms cash position was €53.3 million at December 31, 2004, slightly down from the previous quarter of €55 million. The company was able to continue
to limit the decline in its cash reserves as a result of improved operating performance, particularly in accounts receivable and reduction of inventory.

Revenues: Total fourth quarter revenues were €37.4 million, increasing 3% from the previous quarter. With the significant decline of the U.S. dollar versus the Euro in
the fourth quarter of 2004, foreign currencies1 had a €1.4 million unfavorable impact on revenues. Revenues for vertical applications (83% of total) remained
flat on a like-for-like currency basis compared to the previous quarter with an increase in the Americas region offset by a decrease in EMEA (Europe Middle-East and Africa) due mainly to the successful completion of a major automotive project in the
third quarter.Revenue breakdown for the fourth quarter
by region was as follows: 50% EMEA, 44% APAC (Asia-Pacific) and 6% the Americas.
Revenues for our PCD (Personal Communication Device) business (17% of total)
increased from €3.8 million in the third quarter to €6.2 million in
the fourth quarter as we continued to deliver products to fulfill contractual
obligations to customers in this market. The customer portfolio remained balanced
with no single customer representing more than 13% of total revenues in the fourth
quarter. The top ten customers combined represented 71% of revenues as compared
to 72% in the third quarter, four of which are key vertical applications accounts,
five of which are
distributors to the vertical markets representing thousands of manufacturers
of wireless-enabled machines and one was a PCD customer.

1Calculation
is based on the following weighted average rates, applied to sales denominated
in U.S. dollars, for the period from July 1, 2004 to September 30, 2004
(1 euro = $1.2195) and October 1, 2004 to December 31, 2004 (1 euro = $1.3074)

Backlog: Backlog as of December 31, 2004 stood at €32 million, compared to €40 million at the end of the previous quarter which is consistent with typical
seasonality. Orders for vertical applications, make up 90% of this backlog as compared to 84% of the backlog as of September 30, 2004.

Gross Margin: Total gross margin was 32% compared to 20% in the previous quarter which is approaching our previously-stated target range of 33% to 35%. It should be noted
that the gross margin in the third quarter was exceptionally low due mainly to the decision to write-off approximately €4 million related to the excess inventories of products that had reached end-of-life, most of which had been destined for
the handset market.

Operating results: Total operating expenses for the fourth quarter were €29.3 million, compared to €25.7 million in the third quarter. The companys
management successfully negotiated the terms of the restructuring plan announced in September 2004 within the fourth quarter. A charge of €11.1 million relating to the restructuring plans was taken during the fourth quarter of 2004, this
includes a €2.5 million charge for impairment of assets. Expenses associated with R&D declined 17% in the fourth quarter 2004 compared to the third quarter due mainly to headcount and other restructuring-related cost reductions. Expenses
for both Sales and Marketing and G&A also declined as compared to the third quarter of 2004 by 3.5% and 7.5% respectively. Management successfully sub-leased all excess office space during the fourth quarter. The company posted an operating
loss for the fourth quarter 2004 of €17.3 million as compared to an €18.4 million operating loss during the previous quarter.Excluding the restructuring charges and
related impairments for the third and fourth quarters of 2004, the operational
results would have improved from a loss of €13.2 million in the third quarter to a loss of
€6.2 in the fourth quarter.

Net result: Net result for the fourth quarter 2004 was a loss of €20.5 million compared to a loss of €18.2 for the previous quarter. This result included a net
foreign exchange loss of €3.4 million in the fourth quarter while the net foreign exchange loss for the full year 2004 was €578,000.

Restatement of 2003 net result:

Wavecom also announced today that it is restating its financial accounts in U.S. GAAP related to incorrect accounting for its deferred income tax during the fiscal year ended December 31, 2003.

During the closure process of its 2004 accounts in February 2005, the company identified an error in accounting related to its deferred income tax during fiscal year 2003. The company believes that the error which led
to the decision to restate its U.S. GAAP accounts was the result of a material weakness in internal control over financial reporting. The adjustments in its restated financial accounts will reflect an increase of approximately €5 million in
income tax expense for fiscal year 2003. No cash outlays are expected as a result of the restatement. The net result as of December 31, 2003 will be restated to a net loss of €31.1 million from the previously published net loss of €25.9
million.

Ron Black, Wavecom CEO commented, Any restatement of financial performance is a serious matter that must be addressed to ensure that errors of this type do not occur in the future. The company intends to
implement a more stringent review process over the filing of tax returns and preparation of its deferred tax computations on a prospective basis within the first half of 2005. He added We did not identify any adjustments to our historical
revenues or operating expenses for the period being restated.

Wavecom will announce its first quarter 2005 results on April 28, 2005 at 7:30 a.m. Paris time to be followed in the afternoon by a conference call hosted by management commenting on the results.

About Wavecom Wavecom is a leading worldwide leader in pre-packaged wireless communication solutions for automotive, industrial and mobile professional applications. Wavecom's solutions include all the software and hardware elements that are necessary to develop truly innovative wireless devices, as well as the development tools and services needed to bring them to market quickly
and easily.

Founded in 1993 and headquartered near Paris in Issy-les-Moulineaux, Wavecom has subsidiaries in Hong Kong (PRC), San Diego (USA), and Darmstadt (Germany). Wavecom is publicly traded on Euronext Paris (Nouveau
Marché) in France and on the NASDAQ (WVCM) exchange in the U.S.
www.wavecom.com

For further information please contact:

Lisa Ann Sanders

John D. Lovallo

Investor Relations
Director

Ogilvy Public Relations Worldwide

Tel. +33 1 46 29 41 81

Tel.: +1 (212) 880-5216

lisaann.sanders@wavecom.com

john.lovallo@ogilvypr.com

This press release contains forward-looking statements that relate to the company's breakeven and gross margin objectives. The company's business is subject to numerous risks and uncertainties, including whether it
will be commercially successful in implementing its strategic reorientation, whether there will be continued growth in the vertical markets, an unanticipated decrease in orders from one of the companys principal customers or customer
cancellation or scale-down of a major project, the companys reliance on a single contract manufacturer in China for all production requirements, dependence on third parties, changes in foreign currency exchange rates and customer and supplier
concerns regarding the companys overall weakened financial position , and risks associated with managing growth. Unfavorable developments in connection with these and other risks and uncertainties described in the Company's reports on file
with the Securities and Exchange Commission could cause the company to not return to breakeven during the second half of 2005, or to not reach its gross margin targets. As a result, the Companys actual results may be materially different from
those expressed by the forward-looking statements above.